DENMARK ESTATE AND GIFT TAX TREATY

CONVENTION BETWEEN THE GOVERNMENT OF THE UNITED STATES OF AMERICA
AND THE GOVERNMENT OF THE KINGDOM OF DENMARK FOR THE AVOIDANCE OF
DOUBLE TAXATION AND THE PREVENTION OF FISCAL EVASION WITH RESPECT
TO TAXES ON ESTATES, INHERITANCES, GIFTS AND CERTAIN OTHER
TRANSFERS

[Signed 4/27/83]


The Government of the United States of America and the Government
of the Kingdom of Denmark, desiring to conclude a convention for the
avoidance of double taxation and the prevention of fiscal evasion with
respect to taxes on states, inheritances, gifts and certain other
transfers, have agreed as follows:

ARTICLE 1

PERSONAL SCOPE

1. Except as otherwise provided in this Convention, this Convention
shall apply to

a) transfers of estates of individuals whose domicile at their
death was in one or both of the Contracting States;

b) gifts of donors whose domicile at the time of gift was in one or
both of the Contracting States; and

c) generation-skipping transfers of deemed transferors whose
domicile at the time of deemed transfer was in one or both of the
Contracting States.


2. This Convention shall not restrict in any manner any exclusion,
exemption, deduction, credit, or other allowance now or hereafter
accorded.

a) by the laws of either Contracting State; or

b) by any other agreement the Contracting States.


3. Notwithstanding any provision of this Convention except
paragraph 4 of this Article, a Contracting state may tax transfers of
estates, gifts, and generation-skipping transfers of its domiciliaries
(within the meaning of Article 4 (Fiscal Domicile)), and by reason of
citizenship may tax transfers of states, gifts and generation-skipping
transfers of its citizens, as if this Convention had not come into
effect. For this purpose the term "citizens" shall include a former
citizen whose loss of citizenship had as one of its principal purposes
the avoidance of any tax (including, for this purpose, income tax), but
only for a period of ten years following such loss.

4. The provisions of paragraph 3 shall not affect:

a) the benefits conferred by a Contracting State under Articles 10
(Relief From Double Taxation), 11 (Non-Discrimination), and 12 (Mutual
Agreement Procedure); and

b) with respect to individuals who are neither citizens of, nor
have permanent residence in, a Contracting State, the benefits conferred
by that State under Article 14 (Diplomatic Agents and Consular Officers)

ARTICLE 2

TAXES COVERED

1. The taxes to which this Convention applies are:

a) in the United States the Federal estate tax the Federal gift tax
and the Federal tax on generation-skipping transfers.

b) in Denmark: the duty on inheritances and gifts.


2. This Convention shall also apply to any identical or
substantially similar taxes and duties on states, inheritances, gifts,
and other transfers, which are imposed after the date of signature of
the Convention in addition to, or in place of, the existing taxes and
duties. The competent authorities of the Contracting States shall notify
each other of substantial changes which have been made in their
respective taxation laws and shall notify each other of any official
published material concerning the application of this Convention,
including explanations, regulations, rulings, or judicial decisions.

ARTICLE 3

GENERAL DEFINITIONS

1. For the purposes of this Convention, unless the context
otherwise requires:

a) the term "United States" means the United States of America and,
where used in a geographical case includes any area outside the
territorial sea of the United States which, in accordance with
international law and the laws of the United States, has been or may
hereafter be designated as an area within which the United States may
exercise rights with respect to the exploration and exploitation of the
natural resources of the seabed or its subsoil; the term "United States"
does not include Puerto Rico, the Virgin Islands, Guam, or any other
United States possession.

b) the term "Denmark" means the Kingdom of Denmark and, where used
in a geographical sense, includes any area outside the territorial sea
of Denmark which, in accordance with international law and the laws of
Denmark, has been or may hereafter be designated as an area within which
Denmark may exercise rights with respect to the exploration and
exploitation of the natural resoures of the seabed or its subsoil; the
term "Denmark" does not comprise the Faroe Islands or Greenland.

c) the terms "enterprise of a Contracting State" and "enterprise of
the other Contracting State" mean, respectively, an enterprise carired
on by a domiciliary of a Contracting State and an enterprise carried on
by a domiciliary of the other Contracting State.

d) the term "international traffic" means any transport by a ship
or aircraft, except when such transport is solely between places in the
other Contracting State.

e) the term "competent authority" means:

(i) in the United States the Secretary of the Treasury or his
delegate; and

(ii) in Denmark: the Minister for Inland Revenue, Customs, and
Excise or his authorized representative.


f) the terms "Contracting State" and "the other Contracting State"
mean Denmark or the United States, as the context requires.


2. As regards the application of this Convention by a Contracting
State, any term not defined therein shall, unless the context otherwise
requires and subject to the provisions of Article 12 (Mutual Agreement
Procedure), have the meaning which it has under the laws of that State
concerning the taxes to which this Convention applies.

ARTICLE 4

FISCAL DOMICILE

1. For the purposes of this Convention, an individual has a
domicile

a) in the United States if he is a resident or citizen thereof
under United States law;

b) in Denmark, if he is a resident thereof under Danish law.


2. Where by reason of the provisions of paragraph 1 an individual
was domiciled in both Contracting States, then, subject to the
provisions of paragraph 3, his status shall be determined as follows:

a) the individual shall be deemed to have been domiciled in the
Contracting State in which he had a permanent home available; if such
individual had a permanent home available in both States, he shall be
deemed to have been domiciled in the State with which his personal and
economic relations were closer (center of vital interests);

b) if the State in which the individual had his center of vital
interests cannot be determined, or if he had no permanent home available
in either State, he shall be deemed to have been domiciled in the State
in which he had an habitual abode;

c) if the individual had an habitual abode in both States or in
neither of them, the competent authorities of the Contracting States
shall settle the question by mutual agreement.


3 Where an individual, at the date of his death or the making of a
gift or deemed transfer, was

a) a citizen of one Contracting State, and not also a citizen of
the other Contracting State, and

b) by reason of the provisions of paragraph 1 domiciled in both
Contracting States, and

c) by reason of the provisions of paragraph 1 domiciled in the
other Contracting State in the aggregate less than five years (including
periods of temporary absence) during the preceding even year period,

then the domicile of that individual shall be deemed, notwithstanding
the provisions of paragraph 2, to be in the Contracting State of which
he was a citizen.


4. An individual who, at the date of his death or the making of a
gift or deemed transfer, was a resident of a possession of the United
States and who became a citizen of the United States solely by reason of
his (a) being a citizen of a possession, or (b) birth or residence
within a possession, shall be considered as having been neither
domiciled in nor a citizen of the United States for the purposes of this
Convention.

ARTICLE 5

REAL PROPERTY

1. Transfers and deemed transfers of real property situated in a
Contracting State may be taxed in that State.

2. The term "real property" shall have the meaning which it has
under the law of the Contracting State in which the property in question
is situated. The term shall in any case include property accessory to
real property, livestock and equipment used in agriculture and forestry,
rights to which the provisions of general law respecting landed property
apply, usufruct of real property, and rights to variable or fixed
payments as consideration for the working of, or the rights to work,
mineral deposits, sources and other natural resources; ships and
aircraft shall not be regarded as real property.

ARTICLE 6

BUSINESS PROPERTY OF A PERMANENT ESTABLISHMENT AND ASSETS
PERTAINING TO A FIXED BASE USED FOR THE PERFORMANCE OF INDEPENDENT
PERSONAL SERVICES

1. Except for assets referred to in Articles 5 (Real Property) and
7 (Ships and Aircraft), transfers and deemed transfers of assets forming
part of the business property of a permanent establishment may be taxed
in the Contracting State in which the permanent establishment is
situated.

2. For the purposes of this Convention, the term "permanent
establishment" means a fixed place of business through which the
business of an enterprise is wholly or partly carried on.

3. The term "permanent establishment" includes especially:

a) a place of management;

b) a branch;

c) an office;

d) a factory;

e) a workshop; and

f) a mine, an oil or gas well, a quarry or any other place of
extraction of natural resources.


4. A building site or construction or installation project
constitutes a permanent establishment only if it lasts for more than
twelve months.

5. Notwithstanding the preceding provisions of this Article, the
term "permanent establishment" shall be deemed not to include:

a) the use of facilities solely for the purpose of storage,
display, or delivery of goods or merchandise belonging to the
enterprise;

b) the maintenance of a stock of goods or merchandise belonging to
the enterprise solely for the purpose of storage, display, or delivery;

c) the maintenance of a stock of goods or merchandise belonging to
the enterprise solely for the purpose of processing by another
enterprise;

d) the maintenance of a fixed place of business solely for the
purpose of purchasing goods or merchandise, or of collecting
information, for the enterprise;

e) the maintenance of a fixed place of business solely for the
purpose of carrying on, for the enterprise, any other activity of a
preparatory or auxiliary character;

f) the maintenance of a fixed place of business solely for any
combination of the activities mentioned in clauses a) to e) of this
paragraph, provided that the overall activity of the fixed place of
business resulting from the combination is of a preparatory or auxiliary
character.


6. Notwithstanding the provisions of paragraphs 2 and 3, where a
person - other than an agent of an independent status to whom paragraph
7 applies - is acting on behalf of an enterprise and has and habitually
exercises in a Contracting State an authority to conclude contracts in
the name of the enterprise, that enterprise shall be deemed to have a
permanent establishment in that State in respect of any activities which
that person undertakes for the enterprise, unless the activities of such
person are limited to those mentioned in paragraph 5 which, if exercised
through a fixed place of business, would not make this fixed place of
business a permanent establishment under the provisions of that
paragraph.

7. An enterprise shall not be deemed to have a permanent
establishment in a Contracting State merely because it carries on
business in that State through a broker, general commission agent, or
any other agent of an independent status, provided that such persons are
acting in the ordinary course of their business.

8. Except for assets described in Article 5 (Real Property),
transfers and deemed transfers of assets pertaining to a fixed base used
for the performance of independent personal services may be taxed in the
Contracting State in which the fixed base is situated.

ARTICLE 7

SHIPS AND AIRCRAFT

Notwithstanding Article 6 (Business Property of a Permanent
Establishment and Assets Pertaining to a Fixed Base Used for the
Performance of Independent Personal Services), transfers and deemed
transfers of ships and aircraft belonging to a domiciliary of a
Contracting State and operated in international traffic, and of movable
property pertaining to the operation of such ships and aircraft,
including containers, shall be taxable only in that State.

ARTICLE 8

PROPERTY NOT EXPRESSLY MENTIONED

Transfers and deemed transfers of property other than property
referred to in Articles 5 (Real Property), 6 (Business Property of a
Permanent Establishment and Assets Pertaining to a Fixed Base Used for
the Performance of Independent Personal Services), and 7 (Ships and
Aircraft), shall be taxable only in the Contracting State in which the
deceased or transferor was domiciled at the date of his death or the
making of the gift or deemed transfer.

ARTICLE 9

REDUCTIONS

1. The transfer or deemed transfer of property to or for the use of
a Contracting State or a political subdivision or local authority
thereof, or to a corporation or organization of a Contracting State
operated exclusively for religious, charitable, scientific, literary, or
educational purposes, if such transfer is exempt from tax or taxed at a
reduced rate in that state shall be treated by the other Contracting
State as if such transfer or deemed transfer were made to a similar
corporation or organization of that other State.

2. In the case of property which passes from a decedent

a) domiciled (within the meaning of Article 4 (Fiscal Domicile)) in
Denmark to the spouse of such decedent, the United States shall, in
computing its tax, allow the same marital deduction that would be
allowed with respect to a decedent domiciled in the United States, and
in such case the tax rates that would be applicable if the decedent had
been domiciled in the United States shall apply. If the United States
tax determined without regard to the preceding sentence is lower than
that computed under the preceding sentence, the lower tax shall apply.

b) domiciled (within the meaning of Article 4 (Fiscal Domicile)) in
the United States to the spouse of such decedent, Denmark shall, if the
spouse so requests, compute its tax as if the provisions of Danish law
regulating matrimonial property rights were applicable to such property.

ARTICLE 10

RELIEF FROM DOUBLE TAXATION

1. Where the United States imposes tax by reason of an individual's
domicile therein or citizenship thereof, double taxation shall be
avoided in the following manner:

a) where Denmark imposes tax with respect to the transfer or deemed
transfer of property in accordance with Articles 5 (Real Property) or 6
(Business Property of a Permanent Establishment and Assets Pertaining to
a Fixed Base Used for the Performance of Independent Personal Services),
the United States shall allow as a credit against the tax calculated
according to its law with respect to such transfer or deemed transfer an
amount equal to the tax paid to Denmark with respect to such transfer or
deemed transfer.

b) in addition to any credit allowable under subparagraph a), if
the individual was a citizen of the United States and was domiciled in
Denmark at the date of his death, gift, or deemed transfer, then the
United States shall allow as a credit against the tax calculated
according to its law with respect to the transfer or deemed transfer of
property (other than property whose transfer or deemed transfer the
United States may tax in accordance with Articles 5 (Real Property) or 6
(Business Property of a Permanent Establishment and Assets Pertaining to
a Fixed Base Used for the Performance of Independent Personal Services))
an amount equal to the tax paid to Denmark with respect to such transfer
or deemed transfer.


2. Where Denmark imposes tax by reason of an individual's domicile
therein, double taxation shall be avoided in the following manner Where
the United States imposes tax with respect to the transfer or deemed
transfer of property in accordance with Articles 5 (Real Property) or 6
(Business Property of a Permanent Establishment and Assets Pertaining to
a Fixed Base Used for the Performance of Independent Personal Services),
Denmark shall allow as a credit against the tax calculated according to
its law with respect to such transfer or deemed transfer an amount equal
to the tax paid to the United States with respect to such transfer or
deemed transfer.

3. If a Contracting State imposes tax upon the transfer of an
estate, the credit allowed by paragraph 1 or 2 shall include credit for
any tax imposed by the other Contracting State upon a prior gift of
property made by, or a prior generation-skipping transfer of property
deemed made by, the decedent, if transfer of such property is subject to
the tax on the transfer of the estate imposed by the first-mentioned
State.

4. The credit allowed by a Contracting State under paragraph 1 or 2
shall not be reduced by any credit allowed by the other Contracting
State for taxes paid upon prior transfers or deemed transfers.

5. The credit allowed by Denmark according to the provision of
paragraphs 2 and 3 shall include credit for taxes paid to political
subdivisions of the United States to the extent that such taxes are
allowed as credits by the United States.

6. Any credit allowed under paragraphs 1 and 2 shall not exceed the
part of the tax of a Contracting State, as computed before the credit is
given, which is attributable to the transfer or deemed transfer of
property in respect of which a credit is allowable under such
paragraphs.

7. Any claim for credit or for refund of tax founded on the
provisions of this Article may be made until two years after the final
determination (administrative or judicial) and payment of tax for which
any credit under this Article is claimed, provided that the
determination and payment are made within ten years of the date of
death, gift, or deemed transfer. The competent authorities may by mutual
agreement extend the ten-year time limit if circumstances prevent the
determination of the taxes which are the subject of the claim for credit
Any refund based solely on the provisions of this Convention shall be
made without payment of interest on the amount so refunded.

ARTICLE 11

NON-DISCRIMINATION

1. Citizens of a Contracting State shall not be subjected in the
other Contracting State to any taxation or any requirement connected
therewith which is other or more burdensome than the taxation and
connected requirements to which citizens of that other State in the same
circumstances are or may be subjected. This provision shall also apply
to persons who are not domiciliaries of a Contracting State. However,
for purposes of the United States taxation of transfers and deemed
transfers, United States citizens not domiciled in the United States are
not in the same circumstances as Danish citizens not domiciled in the
United States.

2. The taxation on a transfer or deemed transfer of a permanent
establishment which an enterprise of a Contracting State has in the
other Contracting State shall not be less favorably levied in that other
State than the taxation levied on transfers or deemed transfers of
enterprises of that other State carrying on the same activities. This
provision shall not be construed as obliging a Contracting State to
grant to residents of the other Contracting State any personal
allowances, reliefs, and reductions for taxation purposes on account of
civil status or family responsibilities which it grants to its own
residents.

3. The provisions of this Article shall, notwithstanding the
provisions of Article 2 (Taxes Covered) apply to taxes of every kind and
description imposed by a Contracting State or a political subdivision or
local authority thereof.

ARTICLE 12

MUTUAL AGREEMENT PROCEDURE

1. Where a person considers that the actions of one or both of the
Contracting States result or will result for him in taxation not in
accordance with the provisions of this Convention, he may, irrespective
of the remedies provided by the domestic laws of those States, present
his case to the competent authorities of either Contracting State. Such
presentation must be made within one year after a claim for exemption,
credit, or refund under this Convention has been finally settled or
rejected.

2. The competent authority shall endeavor, if the objection appears
to it to be justified and if it is not itself able to arrive at a
satisfactory solution, to resolve the case by mutual agreement with the
competent authority of the other Contracting State, with a view of the
avoidance of taxation which is not in accordance with the Convention.
Any agreement reached shall be implemented notwithstanding any time
limits in the domestic law of the Contracting States.

3. The competent authorities of the Contracting States shall
endeavor to resolve by mutual agreement any difficulties or doubts
arising as to the interpretation or application of the Convention. They
may also consult together for the elimination of double taxation in
cases not provided for in the Convention.

4. The competent authorities of the Contracting States may
communicate with each other directly for the purpose of reaching an
agreement in the sense of the preceding paragraphs.

ARTICLE 13

EXCHANGE OF INFORMATION

1. The competent authorities of the Contracting States shall
exchange such information as is necessary for carrying out the
provisions of this Convention or of the domestic laws of the Contracting
States concerning the taxes to which this Convention applies insofar as
the taxation thereunder is not contrary to the Convention. The exchange
of information is not restricted by Article 1 (Personal Scope). Any
information received by a Contracting State shall be treated as secret
in the same manner as information obtained under the domestic laws of
that State and shall be disclosed only to persons or authorities
(including courts and administrative bodies) involved in the
administration, assessment, or collection of, the enforcement or
prosecution in respect of, or the determination of appeals in relation
to, the taxes to which this Convention applies. Such persons or
authorities shall use the information only for such purposes. They may
disclose the information in public court proceedings or in judicial
decisions.

2. In no case shall the provisions of paragraph 1 be construed so
as to impose on a Contracting State the obligation:

a) to carry out administrative measures at variance with the laws
and administrative practice of that or of the other Contracting State;

b) to supply information which is not obtainable under the laws or
in the normal course of the administration of that or of the other
Contracting State;

c) to supply information which would disclose any trade, business,
industrial, commercial, or professional secret or trade process, or
information the disclosure of which would be contrary to public policy
(ordre public).


3. If information is requested by a Contracting State in accordance
with this Article, the other Contracting State shall obtain the
information to which the request relates in the same manner and to the
same extent as if the tax of the first-mentioned State were the tax of
that other State and were being imposed by the other State. If
specifically requested by the competent authority of a Contracting
State, the competent authority of the other Contracting State shall
provide information under this Article in the form of depositions of
witnesses and authenticated copies of unedited original documents
(including books, papers, statements, records, accounts, or writings),
to the same extent such depositions and documents can be obtained under
the law and administrative practices of such other State with respect to
its own taxes.

4. For the purpose of this Article, this Convention shall apply not
only to the taxes to which the Convention otherwise applies but also to
taxes of very kind and description imposed by the Contracting States.

ARTICLE 14

DIPLOMATIC AGENTS AND CONSULAR OFFICERS

Nothing in this Convention shall affect the fiscal privileges of
diplomatic agents or consular officers under the general rules of
international law or under the provisions of special agreements.

ARTICLE 15

ENTRY INTO FORCE

1. The Governments of the Contracting States shall notify each
other through diplomatic channels when the constitutional requirements
for the entry into force of this Convention have been satisfied.

2. This Convention shall enter into force upon receipt of the
latter of the notifications referred to in paragraph 1, <<ENDNOTE [1]>>
and the provisions of the Convention shall have effect in respect of
transfers of estates of individuals dying, gifts made, and deemed
transfers occurring on or after the date of entry into force.


<<ENDNOTES>>

1/ Nov. 7, 1984.

ARTICLE 16

TERMINATION

This Convention shall remain in force until terminated by a
Contracting State Either Contracting State may terminate the Convention
at any time after five years from the date on which the Convention
enters into force, by giving at least six months' prior notice of
termination through diplomatic channels. In such event, the Convention
shall have no effect in respect of transfers of estates of individuals
dying, gifts made, and deemed transfers occurring after the December 31
next following the date of termination specified in the notice of
termination.

DONE at Washington, in duplicate, in the Danish and English
languages, the two texts having equal authenticity, this twenty-seventh
day of April, 1983.


FOR THE GOVERNMENT OF THE FOR THE GOVERNMENT OF THE
UNITED STATES OF AMERICA: KINGDOM OF DENMARK:

____ <<ENDNOTE [1]>> ____ <<ENDNOTE [2]>>


<<ENDNOTES>>

1/ Robert D. Blackwill.

2/ Otto Borch.